Published 4:00 am, Thursday, July 10, 2003

Oracle Corp. chief executive Larry Ellison made it clear Wednesday that he will do whatever it takes to buy PeopleSoft Inc. -- even fight for control of the rival software company's board of directors.

"There are several scenarios," Ellison said, explaining the outlook for Oracle's $6.3 billion hostile takeover attempt at a presentation to analysts. "The government says we can't buy PeopleSoft. Or the government says we can buy it, we proceed to win our lawsuit in Delaware with the poison pill . . . we buy PeopleSoft. (Or) we lose the lawsuit, we wait for the (PeopleSoft board) election in June, we take control of the board."

"We just look for things that are on sale," Ellison said. "We'd be interested in buying almost anything -- your house, if the price is right," he joked to an analyst who asked about future acquisitions.

Oracle has met with the European Commission, which is examining the proposed merger for antitrust issues just as the U.S. Justice Department is, Phillips said. Meanwhile, Oracle is providing the Justice Department with the information it has requested, said Executive Vice President Safra Catz.

"What Justice is asking us for is market information and information about the products, the customers, employees. It's very, very standard material," Catz said.

Complicating Oracle's takeover bid has been PeopleSoft's pending acquisition of a smaller software company, Denver's J.D. Edwards. Oracle has not confirmed whether it would still be interested in buying PeopleSoft if that acquisition goes ahead as scheduled.

However, Phillips said the PeopleSoft-J.D. Edwards merger would not necessarily slow down the regulatory review of the Oracle-PeopleSoft merger. "They recognize what all the potentials are. We don't think it would change the time frame," Phillips said.

If the government gives the go-ahead, Phillips said, PeopleSoft investors seem ready to pressure management to drop its anti-takeover defenses and allow the purchase.

"From what we can tell, they're OK with the price; it's the mechanics now," he said.

Analyst presentations are typically dry affairs, but Ellison can always be counted on to liven things up and he did not disappoint on Wednesday. In a question-and-answer session that went beyond his allotted time, Oracle's billionaire founder gave brutally frank views of his competitors and the technology industry.

PeopleSoft will perish whether or not Oracle buys it, he predicted. He allotted the same fate to San Mateo customer-service softwaremaker Siebel Systems Inc. Neither company, he said, will be able to stand up to the big sellers of enterprise software: Oracle, Germany's SAP and Microsoft, which is just entering the business.

"There are lots of Silicon Valley companies that need to go out of business, " he quipped.

"I think at one point Craig thought I was going to shoot his dog. . . . If Craig and the dog were standing next to each other, trust me -- I have one bullet -- it wouldn't be for the dog," Ellison said.

PeopleSoft spokesman Steve Swasey said the company is concerned about Ellison's comments, especially the dog crack.

Responding to Microsoft's announcement Tuesday that it would stop distributing stock options and instead hand out restricted stock to employees, Ellison was equally derisive.

"If you're (Microsoft CEO) Steve Ballmer and . . . you can't convince yourself or anybody else that your stock's going to go up in the next couple of years, then options aren't worth much. . . . If you believe, like I do at Oracle, that our stock can go up substantially, then options are more attractive," Ellison said.

Shares of Oracle slipped 6 cents, or less than 1 percent, to close at $12. 67 Wednesday.

THE QUOTABLE LARRY ELLISON

-- "I think at one point (PeopleSoft CEO) Craig (Conway) thought I was going to shoot his dog. I love animals. If Craig and the dog were standing next to each other, trust me -- I have one bullet -- it wouldn't be for the dog. (Laughs) Our (public relations) people are now having heart attacks."

-- "People ask why we offered so little for PeopleSoft. Well, we thought we could get it for that. Why not give it a whirl? I didn't graduate from college,

and I know that's held me back. But I know paying less is better than paying more."

-- "There are several scenarios. The government says we can't buy PeopleSoft.

Or the government says we can buy it, we proceed to win the lawsuit ... we buy PeopleSoft. (Or) we lose the lawsuit, we wait for the (PeopleSoft board) election in June, we take control of the board."

-- "There are lots and lots of Silicon Valley companies that need to go out of business. You can keep CommerceOne alive for a very long time, if you call that alive. They're on life support. But those companies have no future at all. " .

On PeopleSoft's estimates-beating second quarter results:

"They were only down 20 percent year-over-year and I believe that's what they refer to as a victory over there. It's all expectation setting. If you're a platoon commander and you expect to lose all your men and you come back with half, you won."

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